Notice of Change of Interests - M Randolph BHP Billiton Plc Company Secretariat 10 May 2013 To: Australian Securities Exchange cc: New York Stock Exchange London Stock Exchange JSE Limited Notification of Change of Interests of Persons Discharging Managerial Responsibility (Listing Rules & Disclosure and Transparency Rules of the UK Listing Authority) Name of entities BHP Billiton Limited BHP Billiton Plc ABN 49 004 028 077 REG NO 3196209 As part of a dual listed company structure, the Group voluntarily notifies all stock exchanges on which either BHP Billiton Limited or BHP Billiton Plc have primary or secondary listings, all those interests of directors and persons discharging managerial responsibilities of both entities in the securities of both entities (and changes to those interests) which are required to be disclosed under the Listing Rules and Disclosure and Transparency Rules of the United Kingdom Listing Authority and the Group’s Securities Dealing document. We (the entities) advise the following information under the UK Listing Authority Disclosure and Transparency Rule 3.1.4 and as agent for the person discharging managerial responsibilities in accordance with the Group’s Securities Dealing document. Name of person discharging managerial Mr M P Randolph responsibilities Date of last notice 14 December 2012 Date issuer informed of 9 May 2013 transaction Date and place of Shareplus employee share plan trust purchased the shares transaction on the Australian Securities Exchange on 18 March 2013. The shares were allocated and the issuer informed on 9 May 2013. Nature of transaction Due to the expiry of the Qualification Period and satisfaction of other conditions under the terms of the all employee share plan Shareplus (2010) the: • acquisition of 132 Matched Shares (ordinary fully paid shares of BHP Billiton Limited) (see Part 3), and • transfer of 132 Acquired Shares (ordinary fully paid shares of BHP Billiton Limited). Part 1 – Change of relevant interests in securities Included in this Part are: • in the case of a trust, interests in the trust made available by the responsible entity of the trust; • details of the circumstance giving rise to the relevant interest; • details and estimated valuation if the consideration is non-cash; and • changes in the relevant interest of Connected Persons of the director. Direct or indirect interest Indirect/Direct Nature of indirect interest Mr Randolph has an indirect interest in 188* ordinary (including registered holder) shares in BHP Billiton Limited held by Computershare Nominees on behalf of Shareplus participants as Acquired Shares under the scheme. Shareplus is an all employee share purchase plan of the BHP Billiton Group. *Note – total above reflects shares transferred in this transaction (Acquired Shares) previously held by the Shareplus nominee Computershare Nominees. Date of change 9 May 2013 No. of securities held prior to 315,425 (Direct) change 320 (Indirect) Class Ordinary Shares in BHP Billiton Limited Number acquired 132 (Matched Shares, Shareplus 2010) Number disposed — Value/Consideration Nil - Matched Shares, Shareplus 2010 No. of securities held after 315,689 (Direct) change 188 (Indirect) Nature of change Under Shareplus 2010, the allocation and transfer of 132 Example: on-market trade, off-market Matched Shares and transfer of 132 Acquired Shares from trade, exercise of options, issue of securities under dividend reinvestment Computershare Nominees. plan, participation in buy-back Any additional information Shareplus is an all-employee share purchase plan. Under the plan, employees contribute monies to purchase shares (Acquired Shares), up to an annual contribution limit of US$5,000 in any Plan year. Shares are purchased on a quarterly basis using the employees’ contributions made each pay period over the preceding 3 months. Any Acquired Shares still held by employees at the end of a 3 year qualification period will be matched by the company on a 1:1 basis. Part 2 – Change of interests in contracts other than as described in Part 3 Included in this Part are: • only details of a contract in relation to which the interest has changed; and • details and estimated valuation if the consideration is non-cash. Detail of contract — Nature of interest — Name of registered holder — (if issued securities) No. and class of securities to which — interest related prior to change Interest acquired — Interest disposed — Value/Consideration — Interest after change — Part 3 – Change of interests in options or other rights granted by the entities Included in this Part are only details of options or other rights granted which have changed, save for the total number of securities over which options or other rights are held following this notification. Date of grant — Period during which or date on which — exercisable Total amount paid (if any) for the grant — Description of securities involved: — class; number Exercise price (if fixed at time of grant) or — indication that price is to be fixed at time of exercise Total number of securities over which 696,529 – maximum number of Performance options or other rights held at the date of Shares (ordinary shares of BHP this notice Billiton Limited) under the LTIP 61,763 – maximum number of Deferred Shares (ordinary shares of BHP Billiton Limited) under the GIS 188 – maximum number of Matched Shares (ordinary shares of BHP Billiton Limited) under Shareplus _________ 758,480 – Total Any additional information This notification is in respect of the vested Matched Shares under Shareplus where 132 Matched Shares under the 2010 scheme were purchased (see Part 1). Part 4 – Contact details Name of authorised officers responsible Nicola Kleynhans – BHP Billiton Limited for making this notification on behalf of the entities Geof Stapledon – BHP Billiton Plc Contact details Nicola Kleynhans Tel: +61 3 9609 4326 Fax: +61 3 9609 4372 Geof Stapledon Tel: +44 20 7802 4176 Fax: +44 20 7802 3054 BHP Billiton Limited ABN 49 004 028 077 BHP Billiton Plc Registration number 3196209 Registered in Australia Registered in England and Wales Registered Office:180 Lonsdale Street, Melbourne Victoria 3000 Australia Registered Office: Neathouse Place, London SW1V 1BH UK Members of the BHP Billiton Group which is headquartered in Australia Sponsor: Absa Capital (the investment banking division of Absa Bank Limited, affiliated with Barclays) Date: 10/05/2013 07:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.